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THIS DOCUMENT IS IMPORTANT AND REQUIRES …

THIS DOCUMENT IS IMPORTANT AND REQUIRES YOUR IMMEDIATE you are in any doubt as to the action you should take, you are recommended to seek your ownfinancial advice immediately from your stockbroker, bank manager, solicitor, accountant, fundmanager or other appropriately authorised independent financial you have sold or otherwise transferred all of your shares, please pass this DOCUMENT , together with theaccompanying form of proxy, as soon as possible to the purchaser or transferee, or to the stockbroker, bankor other agent through whom the sale or transfer was effected, so that they can pass on these documents ontothe person who now holds the shares.

THIS DOCUMENT IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION. If you are in any doubt as to the action you should …

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Transcription of THIS DOCUMENT IS IMPORTANT AND REQUIRES …

1 THIS DOCUMENT IS IMPORTANT AND REQUIRES YOUR IMMEDIATE you are in any doubt as to the action you should take, you are recommended to seek your ownfinancial advice immediately from your stockbroker, bank manager, solicitor, accountant, fundmanager or other appropriately authorised independent financial you have sold or otherwise transferred all of your shares, please pass this DOCUMENT , together with theaccompanying form of proxy, as soon as possible to the purchaser or transferee, or to the stockbroker, bankor other agent through whom the sale or transfer was effected, so that they can pass on these documents ontothe person who now holds the shares.

2 If you are not sure what to do, please contact an appropriateindependent professional adviser. If you have sold or transferred only part of your holding of shares, pleasecontact the stockbroker, bank or other agent through whom the sale or transfer was effected immediately foradvice on what action you should of the general meeting of Cineworld Group plc to be held at on 2 February 2018 at theCineworld Cinema in Wandsworth, Southside Shopping Centre, Wandsworth High Street, London SW184TF is set out in this attention is drawn to the letter from the chairman of Cineworld Group plc which is set out on pages 5to 18 of this DOCUMENT and which recommends you to vote in favour of the resolutions to be proposed at thegeneral meeting.

3 You will find enclosed a form of proxy for use in connection with the general DOCUMENT is sent to you for the purposes of inviting you to vote at the general meeting. It does notconstitute an offer to sell, or a solicitation of offers to purchase or subscribe for, securities in Australia,Canada, Hong Kong, Japan, the United States or any other jurisdiction where to do so might constitute abreach of any applicable law. This DOCUMENT is not a prospectus. You, as a person in one of theaforementioned jurisdictions, are restricted from accessing certain materials that describe furthersuch rights offering, including the reasons for such securities referred herein have not been,and will not be, registered under the Securities Act or under any securities laws of any state or otherjurisdiction of the United States and may not be offered, sold, taken up, exercised, resold, renounced,transferred or delivered, directly or indirectly, within the United States except pursuant to an exemptionfrom, or in a transaction not subject to.

4 The registration requirements of the Securities Act and in compliancewith any applicable securities laws of any state or other jurisdiction of the United GROUP PLC(incorporated and registered in England and Wales with registered number 05212407)Proposed Acquisition of Regal Entertainment GroupNotice of General Meeting170282 Proof 3 Wednesday, January 17, 2018 12:44 NOTICE OF GENERAL MEETINGC ineworld Group plc(incorporated and registered in England and Wales with registered number 05212407)NOTICE IS HEREBY GIVEN that a general meeting of Cineworld Group plc (the Company) will be heldat on 2 February 2018 at the Cineworld Cinema in Wandsworth, Southside Shopping Centre,Wandsworth High Street, London SW18 4TF (the General Meeting) for the purposes of considering and, ifthought fit, passing the following resolutions which shall be proposed as ordinary resolutions (which meansthat for the resolution to be passed, more than half of the votes cast must be in favour of the resolution).

5 1. THAT, subject to the passing of resolution 2 below, the proposed acquisition of the entire issued andto be issued share capital of Regal Entertainment Group (the Acquisition) pursuant to the terms andsubject to the conditions contained in the agreement and plan of merger dated 5 December 2017between the Company, Regal Entertainment Group, Crown Intermediate HoldCo, Inc. and CrownMerger Sub, Inc. (the Merger Agreement) and all other agreements and ancillary arrangementscontemplated by the Merger Agreement be and are hereby approved and that the directors of theCompany (the Directors) (or any duly constituted committee of the Directors) be and are herebyauthorised to take all such steps as may be necessary, expedient or desirable in relation thereto and tocarry the same into effect with such modifications, variations, revisions or amendments (providedsuch modifications, variations or amendments are not of a material nature) as they shall deemnecessary, expedient or desirable; and2.

6 THAT, subject to the passing of resolution 1 above and subject to and conditional upon admission tolisting on the premium listing segment of the Official List of the UK Listing Authority and to tradingon the London Stock Exchange plc s main market for listed securities of the new ordinary shares ofone pence each to be issued by the Company in connection with the issue by way of rights of up to1,095,662,872 new ordinary shares at a price of 157 pence per new ordinary share to qualifyingshareholders on the register of members of the Company at the close of business on 31 January 2018(the Rights Issue) and in addition, to the extent unutilised, to the authority conferred on them at thelast annual general meeting of the Company on 18 May 2017, the Directors be are hereby generallyand unconditionally authorised, pursuant to and in accordance with section 551 of the Companies Act2006, to exercise all the powers of the Company to allot shares in the Company or grant rights tosubscribe for shares in the Company up to a nominal amount of 10,956, in connection withthe Rights Issue, such authority to expire (unless previously revoked by the Company)

7 At the close ofbusiness on 4 June 2018, except that the Company may before such expiry make offers or agreementswhich would or might require shares to be allotted or rights to be granted after such expiry and theDirectors may allot shares or grant rights in pursuance of such offers or agreements as if the powerconferred hereby had not the order of the Board Registered office:8th FloorVantage LondonFiona Smith Great West RoadCompany Secretary Brentford TW8 9AG17 January 20182170282 Proof 3 Wednesday, January 17, 2018 12:44 Notes:Note 1 Holders of ordinary shares, or their duly appointed representatives, are entitled to attend and vote at the General Meeting.

8 Shareholdersare entitled to appoint a proxy to exercise all or any of their rights to attend and speak and vote on their behalf at the meeting. Ashareholder can appoint the Chairman of the meeting or anyone else to be his/her proxy at the meeting. A proxy need not be ashareholder. More than one proxy can be appointed in relation to the General Meeting provided that each proxy is appointed toexercise the rights attached to a different ordinary share or shares held by that shareholder. To appoint more than one proxy, the proxyform should be photocopied and completed for each proxy holder. The proxy holder s name should be written on the proxy formtogether with the number of shares in relation to which the proxy is authorised to act.

9 A failure to specify the number of shares eachproxy appointment relates to or specifying an aggregate number of shares in excess of those held by the member will result in theproxy appointment being invalid. The box on the proxy form must also be marked with a cross to indicate that the proxy instructionis one of multiple instructions being given. All proxy forms must be return of a completed proxy form, other such instrument or any CREST Proxy Instruction (as described in Note 2) will not preventa shareholder attending the General Meeting and voting in person if he/she wishes to do form of proxy is enclosed with this notice. To be valid, the form of proxy, together with the power of attorney or other authorityunder which it is signed (or a notarially certified copy of such power or authority), must be deposited with the Company s Registrars,Link Asset Services, not later than on 31 January 2018 or not less than 48 hours before the time of the General Meeting ifit is adjourned.

10 Alternatively, to appoint a proxy online (which must be done by the same deadline as above), shareholders may go tothe following website: To register for Signal Shares enter Cineworld Group plc . The Company s name willbe presented on the next screen and you should click on this. Once you have clicked, you should follow the prompts on the screen byentering your surname, investor code, postcode, e-mail address and to select a password. Once registered, you will be able to completeyour proxy appointment member present in person or by proxy shall have one vote on a show of hands and on a poll every member present in person or byproxy shall have one vote for every ordinary share of which he/she is the 2In order for a proxy appointment made by means of CREST to be valid, the appropriate CREST message (a CREST ProxyInstruction) must be properly authenticated in accordance with Euroclear UK & Ireland Limited s specifications and must containthe information required for such instructions, as described in the CREST Manual.


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